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Case 1:20-bk-12043 Doc 307 Filed 08/28/20 Entered 08/28/20 16:03:37 Desc Main <br />Document Page 9 of 10 <br />Collateral upon which Caterpillar holds a valid, perfected, and unavoidable first -priority lien, to <br />Wit.. <br />Notwithstanding anything to the contrary in this Order or the Bidding Procedures, <br />to the extent a Qualified Bidder submits a Qualified Bid that includes one or more <br />equipment Assets of the Debtors that are secured by valid, perfected, and <br />unavoidable first priority security interests of a lender (an "Equipment Lender") <br />other than the DIP Lenders (an "Equipment Asset"), such Qualified Bidder shall <br />agree to: (i) indefeasibly pay in full all amounts due and owing (or such partial <br />amount as may be agreed to by the Equipment Lender to release its lien) to the <br />Equipment Lender for such Equipment Asset(s) as of the Outside Closing Date; (ii) <br />fully assume, with the written consent of the applicable Equipment Lender, the debt <br />(or such partial amount as may be agreed to by the Equipment Lender) and other <br />obligations owed to the Equipment Lender under the applicable agreements and <br />documents in respect of such Equipment Asset(s) as of the Outside Closing Date; <br />or (iii) otherwise obtain the consent of the applicable Equipment Lender for the <br />purchase of the Equipment Asset(s) prior to the Sale Hearing. To the extent any <br />Equipment Asset(s) are not sold in accordance with this paragraph, the automatic <br />stay afforded to the Debtors pursuant to section 362(a) of the Bankruptcy Code <br />shall automatically terminate with respect to such Equipment Asset(s) effective as <br />of the Outside Closing Date without further order of this Court, and the 14 -day stay <br />provided for by Federal Rule of Bankruptcy Procedure 4001(a)(3) shall be deemed <br />waived. Notwithstanding anything contained in the DIP Credit Agreement to the <br />contrary, if stay relief is granted pursuant to this Section 20, it will not constitute <br />an event of default under Section 9.01(x) of the DIP Credit Agreement. <br />[ECF No. 232, pp. 13-14.]. <br />Because the Debtors' auction has not yet been held, and Caterpillar is not aware of any <br />bids to purchase the Caterpillar Collateral, Caterpillar is not able to evaluate whether an objection <br />to the sale of that Collateral is necessary or warranted. For absence of doubt, Caterpillar asserts <br />that any sale of the Caterpillar Collateral must comply with the Bid Procedures Order, § 363, <br />Caterpillar's rights as a secured party under non -bankruptcy law, and all other applicable law, and <br />it objects and does not consent to any sale that is not in compliance with those provisions. <br />Caterpillar reserves the right to amend or supplement this Objection, file a separate objection, or <br />assert an objection at any hearing during which the Debtors request authority to sell any Caterpillar <br />Collateral. <br />9 <br />